Contracting & Change Order Workflow Guideline
Department
Summary
How Kiluth drafts/reviews contracts and handles the signed Change Order instrument: two phases—Contract Drafting & Review, and Deposit Invoice & Confirmation. Signed documents are stored linkably and referenced from Asana. The operational change request workflow (what happens when a client wants a change after a sign-off) is run by Account Management — see the Change Request Workflow Guideline. Legal’s role there is to draft/review a Change Order / updated SOW for large or contractually complex changes.
Table of Contents
Purpose
This guideline defines how Kiluth drafts/reviews contracts and handles change orders so the team can move fast without losing clarity, proof, or contractual alignment.
| Outcome |
|---|
| Signed documents are produced efficiently, stored linkably, and referenced correctly from Asana. |
Prerequisites
Before proceeding with this document, please review the following documents:
| # | Document | Purpose |
|---|---|---|
| 1 | Scope Definition & Price Assessment Guideline | Understand the lead-to-deal process and proposal acceptance |
| 2 | Invoicing & Payment Operations Guideline | Understand deposit invoice issuance and payment confirmation workflow |
| 3 | Onboarding Guideline | Understand how Kiluth uses Asana, Google Workspace, and other core tools |
Scope
This guideline covers:
| Included | |
|---|---|
| 1 | Contract drafting/review workflow after proposal acceptance |
| 2 | Signature workflow and storage/linking expectations |
| 3 | Legal’s role in a Change Order / updated SOW for large or complex changes |
This guideline does not define pricing strategy or delivery execution, nor the operational change request workflow (see Change Request Workflow Guideline). Those live in Account Management and Delivery docs.
Definitions
| Term | Definition |
|---|---|
| Contract set | The documents required to start work (e.g., MSA + SOW + terms, as applicable) |
| Sign-off proof | Evidence of approval/acceptance, linked from Asana as Sign-off proof: [Link] |
| Contract-related decisions | Scope, price, timeline, payment terms, milestones, acceptance criteria/DoD, change requests |
| Change Order | The signed document that authorizes a change request and records its fee. For most changes a CR Form is the Change Order; large or contractually complex changes escalate to a Legal-drafted updated SOW. See the Change Request Workflow Guideline for the full workflow. |
Operating Model
| Operating Model | |
|---|---|
| 1 | Asana is the system of record for work tracking, approvals, and handoffs. |
| 2 | Use checkpoints and decision points: don’t move forward until the previous step is “done”, and branches are explicit. |
| 3 | Handoff order: upstream defines handoff artifacts/exit criteria; downstream defines execution after handoff. |
Roles & Responsibilities
| Role | Responsibility |
|---|---|
| Sales | Initiates Legal work, provides deal context, sends documents for signature, tracks signature completion |
| Account Executive (AE) | Coordinates client alignment when needed; owns storage/linking of signed contracts; owns the change request workflow (see Change Request Workflow Guideline) |
| Legal | Drafts/reviews the contract set and the Change Order / updated SOW; validates contractual terms and signatures |
| Finance | Confirms deposit receipt (source of truth) before activation/kickoff |
| Business Executive | Approves commercial commitments (as defined in Account Management docs) when escalation is needed |
Contracting Process Walkthrough
The contracting process follows two sequential phases, both for pre-kickoff contracting.
Process flow:
- Phase 1: Contract Drafting & Review - Draft, review, and sign the contract set
- Phase 2: Deposit Invoice & Confirmation - Invoice deposit and confirm receipt
Default sequence (aligned with Account Management): See Invoicing & Payment Operations Guideline for invoice issuance and deposit confirmation recording.
End of flow: Once contract is signed and deposit is confirmed, proceed to Project Activation Setup. For changes the client requests after a sign-off, see Change Requests.
Phase 1: Contract Drafting & Review
What you’ll do: Initiate contract drafting, have Legal draft/review the contract set, send it for client signature, and confirm it’s signed and stored. This phase covers the contract creation and signature workflow.
Step 1: Initiate Contract Drafting
Record client acceptance of final proposal and create a Legal contract task.
Prerequisites: Client has accepted the final proposal.
Process:
| Action | |
|---|---|
| 1 | Sales records client acceptance decision in Asana |
| 2 | Sales creates Asana task using the template below |
| 3 | Assign task to Legal |
| 4 | Include all necessary context (project/deal context, final proposal link, commercial summary) |
| Asana Card Template | |
|---|---|
| Title | Draft/review contract set – [Client Name] – [Project Title] |
| Assignee | Legal |
| Description | Please draft/review the contract set for this deal. References • Project/deal context: [Link] • Final proposal: [Link] Commercial summary (facts) • Fixed price: [Amount] • Project timeline (final): [Dates/summary] • Payment terms: [Deposit + milestones + final] • Acceptance criteria reference: [Link/section] Output • Approved contract set link: [Link] Proceed when the approved version is linkable and ready to send for signature. |
Checkpoint: Proceed only when Legal has been assigned and notified with all necessary context.
| Outcome |
|---|
| Legal has been assigned and notified with all necessary context for contract drafting. |
Step 2: Legal Drafts/Reviews Contract Set
Legal drafts or reviews the contract set and returns the approved version link.
Prerequisites: Legal has been assigned the contract drafting task.
Process:
| Action | |
|---|---|
| 1 | Legal reviews deal context and final proposal |
| 2 | Legal drafts/reviews the contract set (MSA/SOW/terms as applicable) |
| 3 | Legal ensures acceptance criteria reference is explicit (linked) |
| 4 | Legal returns the approved version link |
| 5 | Legal updates the task with the approved contract set link |
Checkpoint: Proceed only when contract set is drafted/reviewed, linkable, and acceptance criteria reference is explicit (linked).
| Outcome |
|---|
| Contract set is drafted/reviewed, linkable, and ready to send for signature. Acceptance criteria reference is explicit (linked). |
Step 3: Send Contract for Signature
Send the contract set to the client for signature and track completion.
Prerequisites: Legal has provided the approved contract set link.
Process:
| Action | |
|---|---|
| 1 | Sales sends the contract set to the client for signature |
| 2 | Sales tracks signature completion |
| 3 | Sales follows up with client as needed |
Checkpoint: Proceed only when client has signed the contract set.
| Outcome |
|---|
| Contract set has been sent to the client and signature is tracked. |
Step 4: Confirm Contract Signed & Stored
Confirm the signed contract is stored and linkable, then add the link to Asana.
Prerequisites: Client has signed the contract set.
Process:
| Action | |
|---|---|
| 1 | Sales stores the signed contract (storage location decided by AE) |
| 2 | Sales confirms the signed contract is linkable |
| 3 | Sales adds the signed contract link to Asana |
Checkpoint: Proceed only when signed contract link exists in Asana.
| Outcome |
|---|
| Signed contract is stored, linkable, and linked in Asana. |
What happens next: Proceed to Phase 2: Deposit Invoice & Confirmation.
Phase 2: Deposit Invoice & Confirmation
What you’ll do: Invoice the deposit per agreed terms and confirm receipt. This phase ensures payment is confirmed before project activation.
Step 1: Invoice Deposit
Coordinate with Finance to invoice the deposit per agreed payment terms.
Prerequisites: Contract is signed and stored.
Process:
| Action | |
|---|---|
| 1 | Sales coordinates with Finance to invoice deposit per agreed terms |
| 2 | Finance issues invoice (typically from Sales Order when one exists; see Invoicing & Payment Operations Guideline) |
| 3 | Sales sends invoice to client |
| 4 | Sales tracks payment receipt |
Checkpoint: Proceed only when deposit invoice has been issued and sent to the client.
| Outcome |
|---|
| Deposit invoice has been issued and sent to the client. |
Step 2: Confirm Deposit Receipt
Confirm deposit receipt with Finance and record confirmation in Asana.
Prerequisites: Deposit invoice has been issued.
Process:
| Action | |
|---|---|
| 1 | Client pays deposit |
| 2 | Finance confirms receipt (internally) |
| 3 | Sales records confirmation in Asana via comment: confirmation + date, and @mentions Finance (or Finance replies) |
Checkpoint: Proceed to Project Activation Setup only when:
- Deposit is confirmed by Finance
- The Asana comment exists with confirmation + date (and Finance is @mentioned or replied)
| Outcome |
|---|
| Deposit confirmation is visible in Asana comment (with date), and Finance is @mentioned or replied. Project activation can proceed. |
What happens next: Proceed to Project Activation Setup only after contract is signed + deposit confirmed. For change requests after any sign-off, see Change Requests.
Change Requests
When a client requests a change after a sign-off, it is a Change Request (CR). The operational CR workflow — capture, assess impact, price, get the CR Form signed, collect payment, kick off the rework, and re-sign-off — is owned by Account Management.
| Where it lives | |
|---|---|
| 1 | Full workflow, roles, gates, CR Form, and the downloadable blank form: Change Request Workflow Guideline |
| 2 | Legal’s role: draft/review a Change Order / updated SOW when a CR is large or contractually complex |
Rule (for reference): if a sign-off happened and the client wants a change, it is a CR, and the client pays. No unit starts rework until two hard gates clear — a signed CR Form and a payment receipt.
Checklist (Legal Use)
This checklist is used by Legal to track progress for each contracting process. Complete each item in order where applicable.
Phase 1: Contract Drafting & Review
| Checklist | |
|---|---|
| 1 | ☐ Contract set drafted/reviewed and linkable |
| 2 | ☐ Acceptance criteria reference is explicit (linked) |
| 3 | ☐ Signed contract link exists in Asana |
Phase 2: Deposit Invoice & Confirmation
| Checklist | |
|---|---|
| 1 | ☐ Deposit invoice issued and sent to client |
| 2 | ☐ Deposit confirmation is visible in Asana comment (with date) |
For the change request checklist, see the Change Request Workflow Guideline.